On May 16, 2012, Bluefly, Inc. (the “Company”)
held its annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, Habib Kairouz, Anthony Plesner
and David Wassong were elected as Class 3 Directors of the Company. The final voting results on these matters were as set forth
below:

Election of Directors

For

Against

Abstentions & Broker Non-Votes

Habib Kairouz

25,389,299

29,118

0

Anthony Plesner

25,367,804

50,613

0

David Wassong

25,365,375

53,042

0

SIGNATURES

Pursuant to the requirements
of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.

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